The Top 100 What If Countdown: Part 3

August 9th, 2006 by | Tags: , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , ,

So remember when I said that Marvel would announce its upcoming What If issues long before I’d have this finished? Looks like I was right.

This year the five stories are all based on major events, most of them recent:

– Spider-Man: The Other. Here, Spider-Man’s spidery side takes over. Why he’s wearing the symbiote on the cover, I don’t know.
– Avengers Disassembled. So what would have happened had they not realized Scarlet Witch was behind it when they did?
– Wolverine: Enemy of the State. He’s still under Hydra’s conditioning and he needs to be stopped now more than ever.
– X-Men: Deadly Genesis. No explanation yet, but I haven’t even read Deadly Genesis in the first place.
– Age of Apocalypse. Oh man, I hope they mean the one from the 90’s and not the new one.

Speaking of What Ifs based on Marvel events…


Issue: Volume 2, #25
Writer: Jim Valentino
Artist: Rik Levins
Spider-Man death: Yes (about freaking time)
Background: During one of Marvel’s less successful crossover events, the villains Ghaur and Llyra (who?) teamed up to bring the Serpent God Set to Earth. Their plot involved orchestrating a war between Atlantis and the surface world, tricking people to ingest a formula that would transform them into snake-like beings, and kidnapping seven brides for Set, who would bear his children. Those brides were: Jean Grey, Invisible Woman, Andromeda, She-Hulk, Storm, Scarlet Witch and Dagger. All the heroes did their part to stop the crisis before it could get worse… but what if they weren’t good enough?

The silly thing about this issue is that rather than one moment, they pretty much give it to us as, “Okay, Namor dies. The Punisher fails too. Oh, and before I forget, Thor doesn’t get Atum’s help, so he isn’t as powerful. Plus Moon Knight stubs his toe and Human Torch gets an inner-ear infection. Spider-Man forgets Mary Jane’s anniversary too. Let’s see you save the world from Set NOW, fuckers!”

Now then, let the real bodycount commence. In Set’s realm, Dr. Strange, Thing and Quasar try to stop him. Quasar gets knocked into the distance with Thing unable to catch him. Thing gets eaten by one of Set’s heads and Dr. Strange is overwhelmed, since his magic just isn’t up to snuff. Set comes to Earth and immediately eats Ghaur and Llyra. Guys like Wasp, Beast and Hank Pym are easily disposed of. The Avengers escape and regroup. When they come back for a second assault, they battle some Atlantians. Set causes the city to crumble, killing most of those there. He eliminates the survivors himself, except for Thor. Set isn’t powerful enough to actually kill Thor, so he knocks him far away, where he remains unconscious for hours.

Set taints the world’s water supplies with the stuff that makes people turn into snake-men. Those who aren’t affected for one reason or another, join together in the Baxter Building to plan. These guys are: Thor, Wolverine, Sabertooth, Dr. Doom, Phoenix, Hulk (gray), Cloak and the Aquarian. Funny enough, Hulk decided to wear a suit and tie for this meeting. The only plan they can come up with is to kill Set’s brides. As Sabertooth puts it, “No babes, no babies.” Doom comes up with a plan: they’ll split into two teams. Doom, Thor and Phoenix will take on Set while the rest go after the brides.

The group of Wolverine, Sabertooth, Hulk, Cloak and Aquarian first have to get through a small army of reptilian superhumans, such as Magneto, the New Mutants, Punisher, Daredevil and others. Cloak and Aquarian mainly try to just toss them into Cloak’s shadow dimension, but the rest have little problem killing their enemies.

After the snakes are gone, the brides of Set arrive. Suffice to say, it’s a massacre. Storm fries Sabertooth with lightning. Scarlet Witch hexes Wolverine so his molecules turn into anti-matter as Jean Grey tosses him into the Aquarian, whose force field is reeking of positive energy. The explosion leaves just an adamantium skeleton. Storm and Dagger blast Cloak with light until he fizzles to nothing. While the Hulk still has a chance, even with Invisible Woman using a force field to cut off his oxygen, hope is lost when Scarlet Witch hexes the Hulk back into Bruce Banner. Andromeda and She-Hulk sandwich his head with their fists.

Elsewhere, we find that Quasar isn’t dead and he’s found the Eye of Agamotto.

The others aren’t doing so well against Set. One of Set’s heads has swallowed Thor’s hammer. I’m easily diverted from that as immediately afterwards, we get the coolest death of the entire issue.

You know, I’m not sure I understand why the guy didn’t just send every single Doombot he has lying around at that snake bastard.

Phoenix is finally driven to unleash her full power at Set… though unfortunately, Set starts to absorb it. Well, shit. While he’s distracted, Thor calls back his hammer with all his strength and blows up one of Set’s heads. Good job. Now just do it six more times and you’re in the pink! Oh, by the way, Rachel Summers is now powerless and falls to her death. Just thought you’d like to know.

In regular continuity, it was a powered-up Thor going after Set. Here, it’s regular Thor going up against a powered-up Set. As pissed and determined as Thor is (and believe me, he is seriously raging), he just can’t measure up. At the last second, a hand reaches from beneath the earth and brings Thor underground. Gaia, Thor’s mother and the soul of Earth itself, is dying. Despite all the horrors she is experiencing, she can’t bear to see her own son die. She keeps him suspended in some weird sap prison.

But hope is not totally lost. The Silver Surfer comes to Earth and takes Set on by his lonesome. Using the Power Cosmic, he succeeds in blowing up one of Set’s heads. That leaves him at five, for those keeping score. The five remaining heads all blast Surfer, knocking him off of his board. Set turns around to see a giant figure staring him down. Quasar has merged his Quantum Bands with the power of Captain Universe to make him seriously goddamn powerful. He pulls Set into the Eye of Agamotto, where the two of them wrestle for all eternity. The Surfer gives the Eye to Uatu, who makes sure nobody ever lets Set free.

So yeah, Set is defeated, but nothing is won on this day. Humanity is snuffed out and transformed into a race of reptilian lemmings with no master. The brides give birth to the children of Set, who devour their mothers immediately. They feed on the snake-man population and upon maturity, find ways into other worlds. There, they would have their own children and the disease would begin anew. Marvel Universe, you got served.

The whole “everybody dies” story shows up every once and a while in What If. This, to me, was the most entertaining and well put-together. The most similar issue is What If the X-Men Lost Inferno?, which just doesn’t hit the same chords. I figure it’s more revered because that one is based on a slightly more popular Marvel event and it has a somewhat hopeful ending. In fact, this issue has one of the darkest endings I’ve ever seen in a What If, trumping all the lazy “Phoenix blows up the universe” endings we see from time to time.

That’s as good excuse as any to lighten things up.

89) WHA…HUH?

Issue: modern
Writer: Brian Michael Bendis, Mark Millar, Ed Brubaker, Brian K. Vaughan, Marc Andreyko, Nick Thompson, Mark Waid, Tom Peyer and Stan Lee
Artist: Jim Mahfood
Spider-Man death: Yes
Background: There isn’t much to talk about here. It’s a comedy issue with a bunch of quick gags and short stories. It did get delayed for months and months for some reason, possibly having to do with a Punisher gag that got cut.

The gags here are hit-or-miss, which is why it’s kind of low on the list. The less funny jokes usually take up too much space, like What If Stan Lee Was the Writer for Ultimate Spider-Man?, which is just several pages of the original Amazing Fantasy #15, followed by a scene with Bendis being yelled at for wasting paper. In fact, there are way too many jokes that are just too inside to get.

Not to say that there aren’t some good ones. My favorite is a 3-page look at What If Black Panther Were Actually White? T’challa unmasks during an Avengers meeting and everyone is shocked to find out that he’s a blond dude. The Avengers get a little peeved, since they wasted an affirmative action spot on this guy.

Other amusing entries are What If Wolverine Did Appear in Every Comic?, What If the Marvel Heroes Aged in Real Time? and What If Identity Crisis Happened in the Marvel Universe? In case you were wondering, Spider-Man dies when Galactus decides to make him his arch-nemesis instead of the Fantastic Four.


Issue: Volume 2, #108
Writer: Tom DeFalco
Artist: Sergio Cariello
Spider-Man death: No
Background: At one point, Spider-Man was tangling with Carnage and the Silver Surfer showed up to lend a hand. Years before, the Surfer had led Galactus to eat the symbiote homeworld, so Carnage lashed out at him. The Carnage symbiote left Cletus Kasady and took over the Silver Surfer, creating the Carnage Cosmic. Before he could do any real damage, Spider-Man lured him towards Kasady, causing the symbiote to return back to its main host. But what if it wasn’t so easy?

The Carnage Cosmic looks to be on his way to go back to Kasady, but the Avengers show up to stop him. They underestimate how powerful he really is and are easily taken apart. Carnage finds that he no longer gains pleasure in killing the unconscious and flies off to create more chaos. Around the world, he uses his powers to screw around with the world’s monuments. The Eiffel Tower is tied in a knot. The pyramids are upside-down. The Statue of Liberty is melted.

The Avengers and Spider-Man are set to be the first wave of defense against the Carnage Cosmic. The Avengers roster at the time is Captain America, Thor, Iron Man, Vision, Firestar and Justice. Vision, however, was horribly thrashed during the first round against Carnage. Cap, Thor and Iron Man go to stop Carnage while Spidey, Firestar and Justice watch over Kasady in the hospital in hopes that the Carnage Cosmic will come back to remerge.

The Avengers’ one-on-one battles with Carnage Cosmic end badly, though they all survive. When I read this issue years ago, I remember realizing how badass Captain America is for the first time, what with him taking on something so out of his league without hesitation. At one point, Carnage destroys several blocks with one blast and Cap still finds a way to survive it and keep fighting. Carnage decides to let him live, just so he can live with the guilt of all the innocents he just failed.

As Spider-Man had guessed, Carnage Cosmic comes towards the hospital. Only, as he finds out, it’s not for Kasady, but to finally destroy Spider-Man. Justice fails to stop him, leading to Spider-Man going on an all-out blitz to dent Carnage. Throughout the issue, he’s claimed that only one could stop the Carnage Cosmic, leading Firestar to think he meant her and her microwaves. It apparently wasn’t what Spidey meant. With Carnage distracted, she begins to blast him. It cripples Carnage and brings him to his knees. Firestar is reluctant, since she doesn’t want to kill anyone, let alone the Silver Surfer, but once the Surfer regains some control, he eggs her on to continue. He claims he’d rather be dead than become this.

It’s then that we learn who Spidey meant. Silver Surfer gains enough control to fly into deep space and blow himself up. Flying into space to destroy Carnage seems to be a pattern in Marvel. Spider-Man and the Avengers realize the sacrifice he’s made and mourn his heroic death.

When I realized I had this on my list, I got a little uneasy. Why, exactly, was it there? There are no interesting twists or turns and it’s about Carnage for Fredburger’s sake. Rereading it for this review, I started to see why I originally liked it so much. It’s really just two action sequences with an interlude, but it’s done right. The art is perfect for the action, the choreography is on point, the scripting is fine and nobody needlessly dies for “what the hell, it’s a What If” shock value. It really feels like it could have been a regular issue of Spider-Man or the Avengers, and a good one at that. You know, if they were willing to off the Silver Surfer.


Issue: Volume 2, #72
Writer: Simon Furman
Artist: Craig Brasfield
Spider-Man death: No
Background: After Uncle Ben had been killed, Spider-Man followed the burglar to an old warehouse, where he found out that it was the same man he could have stopped earlier that day. He left the man for the police and went on to become a great hero. So what would have happened had Peter not had the restraint? What if he lashed out at this criminal for what he had done?

Immediately, Peter feels his remorse and tries to resuscitate the killer. With a loud scream of anguish, he realizes the mistake he’s made. He sneaks out of the building, but a homeless man spots him. With his testimony and the beaten corpse found by the police, it doesn’t take too long for the media to get what happened.

To say Peter is conflicted would be an understatement. With great power comes great responsibility, but what is his responsibility? To do the honest thing and turn himself in? To be there for Aunt May, who needs support in the wake of Ben’s death? To continue thwarting crimes with his strength? To leave it to the police because he might go too far again?

Jameson has a field day over the vilification of Spider-Man. Even when Spider-Man tries to save his science class from the Sandman, the media gets in his grill. To rub salt into the wound, Flash Thompson ends up being the one to defeat Sandman and get all the credit.

Peter quits being Spider-Man for a while and ends up becoming Dr. Conners’ assistant. Like clockwork, Conners transforms himself into the Lizard. Peter dons his Spider-Man threads once again and fights Lizard in a swamp. Using an antidote, Spider-Man reverts Lizard back to Conners.

The entire issue has been shown as Peter narrating from his prison cell. A guard comes to tell him it’s time. Grimly, Peter stands up.

As it turns out, they wanted him to do a suspended sentence, but he insisted on doing the full time for manslaughter. They let him off on parole after two years anyway. Peter first finds Aunt May waiting for him. She hands him a package which has a newly-stitched Spider-Man costume in there. With May’s blessing, Spider-Man lives again.

No need to bring Dr. Doom and the Avengers into a story like this. It’s just a simple story grounded in Spider-Man’s early days. The story stays low-key and deep-rooted into Peter’s thoughts and I for one liked it.


Issue: Volume 2, #92
Writer: Joe Kelly
Artist: James Daly
Spider-Man death: No
Background: There’s no real diverging point in this story. It stars Josh Guthrie, who would later grow wings and become Icarus. Here, he’s just a boy having to deal with being in the shadow of two mutant siblings (Cannonball and Husk) who get to have all the fun. That is, until he angrily tosses his guitar into a lake and comes across a new friend.

From the lake arises a damaged Sentinel. Due to the damage, it has amnesia, though it states that it should be fully self-repaired in about 345 hours (about 2 weeks, if you’re too lazy to do the math). It asks for instructions, and with Josh being the only one around…

Josh first uses the Sentinel to threaten a bullying quarterback during football practice. He makes the guy promise never to breed and then places him on top a flagpole. It’s not all laughs for Josh, as he still doesn’t get any respect at school or home. When his mom brings up Cannonball and Husk in regards to the Sentinel “attack”, Josh gets furious and decides to one-up them himself. He paints his Sentinel yellow and blue, in the style of an X-Men uniform. He makes his own crappy hero costume and tries to both visit his crush and prevent disasters. How successful is he? Well…


One day, Cannonball and Husk come over for Cannonball’s birthday. The Sentinel senses them and is repaired enough to know it must terminate them. They both fall to the giant, but Josh steps in its way, begging it not to kill them. The Sentinel is confused, as it has to destroy the mutants, but has to serve and protect Josh Guthrie. Its programming begins reconstructing itself, which will take two minutes to complete, but in the meantime it needs immediate instructions. Cannonball makes it apparent to Josh that in two minutes, the Sentinel will kill them all, no matter what.

“This is my family. You want to hurt them – you’ll have to process me too.”


“Yes, but if you kill my brother and sister, you kill me too… that makes you a threat. What do you do to threats to my safety?”


Thus, the Sentinel turns its hands to its head and torso and fires. Later, Josh and Cannonball have a heart-to-heart at the lake. The X-Men could theoretically cover this whole mess up, but Josh decides to be noble and take the blame. Cannonball, proud of his brother, mentions that he’s finally beginning to act like a hero.

Iron Giant, it’s not. But then again, could it be? It’s not like Sentinels can be caring beings underneath all that sinister programming, right? So… it remains in-character. I admit that I haven’t read the Sentinel series that came out a few years ago, though I’ve heard that it is very similar to this story, just without the X-Men rub. Still, Joe Kelly gives us the goods and I say it’s good enough to get #86.

Next time on the countdown: open your eyes with double Vision.

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3 comments to “The Top 100 What If Countdown: Part 3”

  1. Man, I had no idea tht that Carnage Cosmic What If existed. That sounds like a must-read, ’cause I remember that two-parter pretty fondly.

    Sean McKeever’s Sentinel series was good. It sounds like it hit a couple of the same story beats, but it was definitely worth reading.

  2. Yeah, the beginning of #92 is similar to the beginning of Sentinel, but it diverges after that. I’ve gotta wonder, though, wether the former was a test run for the latter, or wether they were independently thought up — what with giant robot anime becoming popular here, it doesn’t take a huge stretch to think of the Sentinels.

  3. Ah, #72. One of the best What If?s I’ve read, discounting the atrocious framing device.